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w. Recommend action to the legislative bodies of the Parties and User Agencies; <br />w. Delegate the Board of Directors' authority under this Agreement subject to any <br />applicable law and to such limitations and conditions as the Board of Directors <br />may establish; <br />x. Enter into agreements with other agencies to accomplish tasks for the PSERN <br />Operator such as agreements for services such as procurement and property <br />leasing; <br />y. Contract for staff through agreements with other agencies that specify the <br />employment policies, compensations amounts, and supervisory structure that <br />will apply to such staff; <br />z. Exercise any powers necessary to further the goals and purposes of this <br />Agreement that are consistent with the powers of the Parties; <br />aa.Add parties to this Agreement and concurrently amend the membership of the <br />Board of Directors, subject to the limitations of Section 15.13; <br />bb.Take necessary actions to prepare and plan for a public safety radio system(s) <br />to succeed the PSERN System; <br />cc. To the extent permitted by law, accept loans or grants of funds from any federal, <br />state, local or private agencies and receive and distribute funds; and <br />dd. The PSERN Operator shall have no power to levy taxes. <br />4.5 Impasse Resolution Procedure <br />4.5.1 If a matter requiring Board action is moved at a Board of Directors meeting <br />but fails for lack of a unanimous vote by all four (4) Directors, a voting Director may <br />submit written notice of an impasse to the other Directors and the Executive <br />Director. The notice shall include a statement of the action being sought and the <br />history of any Board deliberation or vote(s) on the matter. <br />4.5.2 Within seven (7) days of receipt of a notice of impasse, the Board Chair shall <br />designate a mediator to assist the Board in resolving the impasse. The mediator <br />shall be experienced in resolving disputes among public sector and/or nonprofit <br />agencies and may not be an employee or consultant of any of the Parties, unless <br />otherwise agreed to by the Parties. <br />4.5.3 The Parties agree that it is essential to the success of the PSERN System <br />that any impasse be resolved as quickly as possible and accordingly agree to <br />instruct their respective Directors to cooperate with the mediator in good faith, <br />including expediting responses to any mediator requests for information and <br />discussion. <br />Page 10 <br />